3rd Jul 2008 09:43
The following amendment has been made to the 'Announcement of Mandatory Offer' announcement released on 02 July 2008, at 07:17 under RNS No 0990Y.
The Dealing Disclosure Requirements have been added to the bottom of the announcement.
AMENDED
ANNOUNCEMENT OF MANDATORY OFFER
By Philex Petroleum Corporation
For Shares of Stocks in Forum Energy Plc ("FEP")
Philex Petroleum Corporation ("PPC") hereby announces that following the acquisition on 1 July 2008 of 4,004,000 FEP ordinary shares, representing approximately 13.94% of the outstanding shares in FEP, at a price of 48 pence for each FEP ordinary shares, it is required to make a mandatory cash offer in accordance with Rule 9 of the City Code on Takeovers and Mergers (the "Code"). The offer will be 48 pence in cash for each FEP ordinary shares. PPC is a company organized under Philippine law and is owned 51% by Philex Mining Corporation ("PMC"). Amongst other assets PMC currently owns 51% of FEC Resources Inc. ("FEC"), a company listed in NASD OTC Bulletin Board (FECOF) and the Frankfurt and Munich Stock Exchange (FEB). PPC and FEC are therefore presumed to be acting in concert for the purpose of the Code. Among the assets of FEC is a shareholding in FEP of approximately 29.78%. Further details of the mandatory offer will be contained in the offer document to be sent to shareholders of FEP in due course.
July 3, 2008.
PHILEX PETROLEUM CORPORATION
Dealing Disclosure Requirements Under the provisions of Rule 8.3 of the Code, if any person is, or becomes, "interested" (directly or indirectly) in 1% or more of any class of "relevant securities" of Forum Energy plc, all "dealings" in any "relevant securities" of that company (including by means of an option in respect of, or a derivative referenced to, any such "relevant securities") must be publicly disclosed by no later than 3.30 pm (London time) on the London business day following the date of the relevant transaction. This requirement will continue until the date on which the offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the "offer period" otherwise ends. If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire an "interest" in "relevant securities" of Forum Energy plc, they will be deemed to be a single person for the purpose of Rule 8.3. Under the provisions of Rule 8.1 of the Code, all "dealings" in "relevant securities" of Forum Energy plc by Philex Petroleum Corporation or by Forum Energy plc, or by any of their respective "associates", must be disclosed by no later than 12.00 noon (London time) on the London business day following the date of the relevant transaction. A disclosure table, giving details of the companies in whose "relevant securities" "dealings" should be disclosed, and the number of such securities in issue, can be found on the Takeover Panel's website at www.thetakeoverpanel.org.uk. "Interests in securities" arise, in summary, when a person has long economic exposure, whether conditional or absolute, to changes in the price of securities. In particular, a person will be treated as having an "interest" by virtue of the ownership or control of securities, or by virtue of any option in respect of, or derivative referenced to, securities. Terms in quotation marks are defined in the Code, which can also be found on the Panel's website. If you are in any doubt as to whether or not you are required to disclose a "dealing" under Rule 8, you should consult the Panel.
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